Real Equestrian Heroes
by 1skyace
Summary: During an infiltration, a squad of GI Joes are mistakenly hurled into another dimension. They quickly realize that Cobra has followed, and seeks to enslave the peaceful natives. Can GI Joe band together with the legendary Elements of Harmony in time to stop the forces of Cobra? I own neither GI Joe nor MLP:FiM, both are property of Hasbro and I make no money off of this work.
1. Chapter 1

GI Joe is the codename for a clandestine, highly specialized rapid response unit. Their original mission; to defend the interests and lives of America and its citizens against any and all threats deemed too sensitive to entrust to regular military forces. With the rise of the global terrorist organization known only as Cobra, their mission has shifted almost exclusively to the pursuit and elimination of the sinister figure known simply as the Cobra Commander.

Over the course of many years of raid and counter-raid, intrigue, espionage and even pitched battle, GI Joe has successfully thwarted Cobra's desire for total world domination. The MASS Device, The Weather Dominator, alternate timelines, time travel, all these and many other schemes were foiled by the courage and sacrifice of the heroic men and women of GI Joe. And yet, with each successive defeat Cobra Commander has simply slithered back into the shadows, only reappear stronger than ever with even more devastating weapons than before.

Snake Eyes held his breath as yet another patrol of Vipers marched past his position, blissfully unaware that not two feet from them lurked the most deadly assassin the world had ever seen. Snake Eyes toyed with the handle of his combat knife, but refrained from molesting the oblivious Cobra troopers. This mission was too vital to risk one of the Vipers escaping long enough to raise an alarm. Poking his head from the side door he had concealed himself behind when he had heard the enemy approaching, he scanned both directions down the long corridor he and his team had been creeping down moments before.

"Damn it Snake!"

Speaking of…

"Would it kill ya to give me a _little_ warning before shov'n me head first int'a broom closet?"

The masked commando cast a glance over his shoulder at the irate balaclava clad Army Ranger, and signed one handed "_Forgive me for not allowing you to stumble headfirst into that Viper patrol instead"_.

Beach Head narrowed his eyes at the ninja. "Cut the smartass. Ya've done nuthin' but shove me around since we got here. Just gimme a friggen heads up next time."

Snake Eyes sighed. Beach Head was an unholy terror in a firefight, the best drill instructor to come out of Fort Benning Ranger School, and universally famed for his lack of tact in conversation. Before he could reply to the Ranger's grumbling, the third member of the infiltration team cautiously slipped out into the hallway. The tall red-haired woman cast a wary glance back in the direction the patrol had disappeared in, before turning a glare on the irate Beach Head. "Cut the chatter Ranger man. I have zero desire to be on the receiving end of one of Cobra's interrogation squads."

"Well _excuse_ me fer grip'n, but maybe Ah don't like the idea of _sneaking_ into a place that we should be _leveling._"

The chief of intelligence for the GI Joe team, aka Scarlett narrowed her eyes at her companion. "You know very well why General Hawk vetoed that idea. This base is too close to a civilian population center to make such an attack worth the collateral damage."

Beach Head grunted sourly. "Yeah, yeah, Ah get it. I just ain't cut out for this sneakin' an' hidin' bullshit. That's supposed tah be the spooks job, I just blow stuff up."

The spook in question snapped his fingers to gain his comrades attention before signing; "_You two quite done? I would like to accomplish this mission with a minimum of running and shooting_."

Ignoring the smirking red-head and spluttering Ranger, Snake Eyes carefully crept around the corner and began working on overriding the electronic locks on the door at the end of the hallway. After a few seconds of splicing wires, mixed with a judicial amount of brute force, the door slid open with a pneumatic hiss. All three Joes peered out into what could only be a massive hanger, filled to capacity with Cobra mechanics and soldiers crawling over various aircraft and equipment.

What drew the Joes full attention; however, was what was to all intents and purposes a massive aircraft-carrier, currently hovering above the hanger deck suspended by multiple giant helicopter blades. Beach Head shook his head in disgust. "Welp, I'm calling it. This mission just went from 'sneak in and sabotage' to 'holy hell, call in an airstrike cause we're in over our heads'. You wanna make the call or should I?"

Scarlett ignored the grumbling ranger, instead focusing on the Cobra Helicarrier. "Much as I hate to agree with Sgt. Major Grunt'n'Growl, he does have a point. We simply are not equipped to handle something of this magnitude."

She finally addressed Beach Head directly, "Get Team Bravo on the horn, we need to pull back and radio General Hawk for reinforcements."

Beach Head grimaced; "Ah hate to break radio silence, but ah guess there's no help fer it."

Removing the portable radio from his pack, Beach Head entered the coded signal to alert the second GI Joe team in the base to an encrypted message. Receiving the appropriate response, he began transmitting "Alpha to Bravo, scrub the infiltration. We're in over our heads and need to regroup."

The radio unit hissed for a few seconds, then the reply came through in a deep Mississippi accent "Bravo here, read you loud and clear. Best let your ninja know, his student decided to sneak aboard the snake's carrier."

Snake Eyes stiffened; Scarlet placed a hand on his shoulder in an attempt to calm him. Beach Head gave Snake Eyes a glare after acknowledging the secondary team's information. "Well that's just great. Roadblock and Tunnel Rat are on their own with no ninja back-up. Ya may wanna inform your student just what 'team-work' means in this outfit".

Scarlet shot Beach Head a warning glance, before attempting to reason with an increasingly angry ninja-commando; "I'm sure Kamakura had a good reason for leaving his team. We had best rendezvous with the second team and find out just what would have possessed Kamakura to infiltrate without backup."

A scant twenty minutes of careful footwork led to the two Joe teams meeting in a secluded supply room at the rear of the hanger. Beach Head wasted no time accosting his fellow team-mates on the disappearance of the younger ninja. "Well, did he give ya any explanation, or has Snake Eyes been training the punk in the '_honorable way of ninja silence'_!"

Roadblock was quick to come the defense of the absent Joe; "Ease up on my man Kamakura Beach, this situation has gotten hairier than you all realize".

Tunnel Rat nodded in agreement, "What youse guys need to know, is those dirty snakes are cooking up a mess of trouble of the MASS variety".

Scarlet gave the diminutive demolitions expert a sharp look; "What do you mean, _MASS_! The Joe team destroyed the original MASS device, and the DOD maintains a device of our own to counter any further attempts to utilize similar devices."

Roadblock handed over a flash drive with an explanation of its contents; "Kamakura managed to lift this offa one of those Cobra officers that we saw embarking onto the helicarrier. The contents prove beyond a shadow of doubt that not only has Cobra designed and built a second MASS device, but managed to improve on the original design, effectively nullifying any effects our own device may have. Near as we can figure, Cobra plans to use that flying soup-can to keep their device on the move, thus making detection infinitely more difficult."

Tunnel Rat decided to chip in his own two cents of info, "The helicarrier looks to act as more than just a way to keep MASS mobile. I saw both Destro, AND the big bad head snake embarking with both of their command staff."

Scarlet clenched a fist, and peeked around the corner at the helicarrier looming above everything within the area. "So Cobra Commander himself is aboard that thing? He apparently believes this operation too important to leave to subordinates. Of course, it could be an elaborate feint, an attempt to draw our attention to the big obvious target while their true operation goes off un-hindered."

Beach Head nodded in agreement. "Ah guess we won't know fer certain until we hear back from the junior spook."

"Speak of the Devil, and he shall appear".

Beach Head was an Army Ranger, the Best of The Best, and he most certainly _did not_ jump when a voice whispered _in his ear_. What he did do, is swing around and attempt to throttle the %#!% ninja apprentice who seemed to think that sneaking up on a Ranger in the bowels of an enemy base was a good way to get a laugh. Unfortunately, attempting to throttle and actually getting his hands on the little snot were two very different matters, especially since said snot was a freaking ninja. He finally had to settle for directing a million watt glare into the ceiling vent the aforementioned ninja snot was currently sheltering in.

"Damn it all to hell and back Kamakura, I've warned you not to sneak up on me like that! Yer just lucky Ah tried to strangle you instead of going with mah first inclination".

Kamakura decided the coast was clear, and cautiously stuck his head out of the vent.

"And how, pray tell, is strangling me not the _worst_ thing I could expect from scaring you?"

"Ah was going fer my gun".

"…Point taken".

Kamakura finally slid himself completely from his hiding spot, only to find himself confronted by his Sensei. Snake Eyes' full face mask made detecting his moods based on body language difficult, but it was apparent even to those unfamiliar with the commando that he was barely controlling his anger.

"_First, you do not abandon your teammates in the middle of a mission. Second, you do not attempt to startle said teammates, WHILE DEEP IN ENEMY TERRITORY. If Beach Head had been unable to control himself, even if you had been able to avoid his fire, the shots would have alerted any enemy forces that you were in the area, thus getting yourself and your entire team KILLED!"_

Kamakura visibly wilted under his Sensei's tirade. Snapping his heals together, he bowed low at the waist to both his master, and the still fuming Beach Head.

"My apologies Sensei, and to you Sargent Major, for my thoughtless actions. I will not attempt to startle you while in the field again."

Beach Head gave out a subdued snort through his balaclava. "Apology accepted soldier. Just keep your fool head on straight so it don't get blown off."

Kamakura snapped a salute, before turning to give his report to the rest of the Joes.

"Right, I assume Tunnel Rat and Roadblock have already filled you in on the MASS device?"

At Scarlett's affirming nod, he continued "Well, it's a little worse than that."

Snake Eyes leaned forward slightly "_How can it be worse than Cobra having the ability to attack any point on the globe without warning?"_

Kamakura's face grew grim. "It would appear, from what I overheard Cobra Commander and Destro discussing, that Dr. Mindbender has somehow been able to prove the existence of parallel universes. They have apparently been utilizing one that they codenamed 'Cobra-La' to stockpile resources and train new troops."

Scarlett looked up from her perusal of the information Kamakura had liberated. "He's telling the truth guys, it seems that this apparently barren 'alternate earth' does indeed exist, and Cobra has been using it as their own private equipment locker. What we thought was a MASS device is actually a portal to this Cobra-La dimension. Cobra is equipping for a full scale war."

Tunnel Rat groaned "Well, that's just great. Now we're REALLY in over our heads. I'm with Beach on this one guys, we need to get back to General Hawk so's we can bring the big guns down on the snakes."

Before any of the other Joes could agree, there was sudden metallic shriek, as though someone had ripped a giant sheet of aluminum foil in half. Beach Head gave a sudden pained grunt, as an arrow seemed to grow from his chest. Before anyone could react, he had reached up and tugged the missile free from his body armor.

"Damn Sonova… Ah think it broke a rib."

Snake Eyes was already in motion, drawing his short ninjato from his back and deflecting a second arrow aimed for Roadblock's forehead. Suddenly the small room they were sheltering in was awash in crimson coated bodies, as Cobra Commander's personal army of assassins, the Red Ninjas attacked the small Joe force with sword, bow and spear. Kicking one of the ninjas back through the door, Snake Eyes led the way in a running battle towards the exit. Kamakura parried a katana strike with one hand, while using the second to flick a knife into the throat of a ninja attempting to finish Beach Head. The Ranger in question was swearing up a storm, all while using the butt of his M16 to bludgeon one ninja who had gotten too close. Scarlet was currently engaged with two ninja wielding the sickle and chain, or kusarigama, while a great chattering roar followed by three red ninja falling from the rafters showed Roadblock had entered the fray with his .50 caliber "Ma-Deuce" machine gun. Tunnel Rat ducked an arrow, and responded with a grenade, taking out both the sniper and the jeep he had been using for cover.

Needless to say, all this activity was quick to attract attention of the serpent variety. The Joe squad soon found themselves dodging not just ninjas, but also full and semi-automatic fire from the Cobra troopers stationed throughout the hanger. Fortunately for the Joes, the exit was close enough that by the time the regular terrorist soldiers had realized they had been infiltrated, it was too late to bring much more than desultory fire against them. With the need for stealth long gone, the Joes sped through the rest of the base at top speed, mowing down any resistance that dared to oppose them. Soon they had breached the doors leading to the outside world, and began double-timing it to the wooded copse where they had stashed their ride. While Roadblock ripped the camouflage cover off of their VAMP jeep (Vehicle, Attack, Multi-Purpose) Scarlett turned her attention to tending injuries, while Snake Eyes began scanning their back trail for signs of pursuit. Beach Head had reluctantly removed his body armor and was glaring in disgust at the damage the arrow had caused. "Damn Ninja. Ah _just_ got this piece broken in all nice 'n comfy. And while Ah'm on the subject of ninja…" He turned a gimlet eye on Kamakura "Ah'm guessing someone wasn't as sneaky as he thought."

Kamakura winced as Scarlet dug a shuriken out of his shoulder, and scowled right back at his accuser. "I wasn't seen! I saw the Red Ninja while I was scouting the helicarrier, but they were all clustered around Cobra Commander. There's no way anyone saw me either coming or going!"

Snake Eyes snapped his fingers for attention, before rapidly signing "_Kamakura didn't have to be seen. The arrow that struck Beach Head was fired THROUGH the wall. Only one person that I know of has the 'Ear That Sees'."_

Roadblock looked up from where he was tending a long cut across Tunnel Rat's back. "The Ear that Does What now?"

Scarlett took it upon herself to answer for Snake Eyes. "The Ear That Sees is the name for a genetic trait passed down through ninja families. It refers to the ability to hear sounds with such pinpoint accuracy, that it's as though the listener could 'see' what they were hearing, even though solid walls. There are stories that there were even attempts to selectively breed the trait. As of now, there is only one man with that ability known."

Snake Eyes nodded grimly, and once again began signing; "_My one-time sword-brother, Storm Shadow_."

Tunnel Rat held up his hand at this point "Whoa whoa, back up. I thought the guy wasn't work'n for those Cobra goons no more. Wasn't he like, brainwashed into it or somethin'?"

Beach Head snorted as he began buckling his damaged armor back on. "Yeah, well, what's to stop old Fang Face from grabbing his onetime bodyguard and starting over? Ah can personally think of at least two times ol' Stormy got hisself brainwashed, only to break free and start the whole dance over again."

Further conversation was cut short, as the Joe's position began shaking as a thumping roar began filtering through the trees. Looming over them, the unmistakable silhouette of the Cobra helicarrier could be seen rising from its concealed hanger. Also apparent, was the shimmering outline that surrounded the massive craft, seaming to pulse with every color of the rainbow.

Roadblock squinted at the weirdly shimmering outline of Cobra's most fearsome weapon. "Do my eyes deceive me, or is that hunk of junk glowing?"

Scarlet was observing the phenomenon through a set of binoculars. "It's not just glowing, it seems to be…shimmering. It almost resembles the aurora borealis, but it's not confined to the surrounding air. It appears that the entire helicarrier is losing cohesion."

The Joe team watched in awe and not a little fear at the weirdly beautiful sight before them. The pulses of color were coming at faster intervals now, and right before their eyes, the entire craft began to fade and lose definition. Suddenly, the pulses turned an angry red and black, with arcs of electricity flashing like miniature thunderstorms around the helicarrier's hull. Tunnel Rat blinked; "Um, is it supposed to be doing that?!"

Kamakura swallowed, and then tentatively spoke up. "I, may have switched a couple of the wires in the MASS devices control column."

The other Joes swung around on him, with Beach Head speaking for them. "Whut do yew mean, 'may have' switched some wires'?"

Scarlett was next. "Kamakura, this is completely unknown technology. What could have possessed you to try and sabotage a device that could rip a hole through time and space?!"

Kamakura flushed beneath his mask. "I didn't know it wasn't actually a MASS device, okay? I figured that at least Cobra wouldn't be able to teleport any troops until we had a chance to call the cavalry, and best case scenario they would end up blowing themselves to hell and back! It wasn't until I overheard the Commander and Destro talking that I knew it was something other than MASS!"

Further conversation was cut short, as with a shrieking whine that caused the Joes to press their hands to their heads with pain, the red and black field began pulsing with greater rapidity. Before the Joes could react, there was a blinding flash, a noise like a jet engine over speeding, and then… the void opened up and swallowed them.

_Another dimension, another time and place_

"Right then, where to now?"

"What do you mean, 'where to now'? Isn't nearly getting your head blown off by a phaser cannon enough of an adventure for one day?"

"Oh come now my dear assistant, you should know by now that some beings just are naturally jumpy. Nothing wrong with a little jumpiness, can keep you alive in the right circumstances."

"Landing in a 'No Parking' zone?"

"Oh all right, perhaps less jumpy and more completely paranoid. You'd think they'd never seen a blue box just materialize out of thin air before. _Any-who, _back to my original question, what would you say to a nice, relaxing visit to PX-214? It's lovely this time of year; you can see both moons as they rise above the mountains."

"Um, Doctor?"

"Or what about sunbathing on the beaches of Malakar?"

"Dooooctor…"

"Ooh, I know, I'll take you wind surfing through the canyons of Gibboon, its loads of fun so long as there's no homicidal metal men trying to delete you from existence."

"DOCTOR!"

"Yes Derpy?"

"Should that screen be flashing 'DANGER' over and over?"

"What?! No, no, nonononono, a thousand times no, that's most decidedly not good."

"And by not good, is this 'The Cyber Ponies are invading again', or 'oh no, I've burned another batch of muffins' not good?"

"Not good, as in there's a rift opening in the veil between universes, as in the same type of rift that stranded me here."

"Well, how's that not good? You can finally go home! You can see all your friends… I mean,… oh."

"Yes, your remembering what I said when we met now, aren't you? No one to go back to, your all I have now, so on and so forth, but what concerns me now is that fact that while your world was extremely lucky that the worst thing to come through before was myself and a few lost Cybermen, this time, with the size of the hole being ripped in the fabric of the universe, it can be nothing less than an entire invasion force from who knows where!"

The Doctor began throwing various items out of a supply closet, barely missing his wall-eyed companion. Ducking under a suddenly air-born toaster, Ditzy "Derpy Hooves" Doo attempted to pump the enigmatic Time Lord for more information.

"But, how do you know that they're hostile? They could be really nice, like those funny little green fluff balls from Weewok 5?"

"Trust me when I say this, my dear Derpy, this is not the first alternate universe I've found myself in. Of course it's the first where I've not been bipedal (still miss thumbs), but that's not the point and I'm rambling again. Point is, I got a good look at what was coming through that portal, and believe me when I say that it is an invading force of the worst kind. I managed to see the craft they were piloting, and it will be filled to the brim with the most evil, clever, ruthless life forms to threaten peaceful worlds since the Daleks. AH HA!"

With that lusty cheer, the Doctor pulled what looked to Derpy like a space suit for a tall biped out of the storage compartment.

"I knew I still had it around, love a good space suit, space suits are cool. Now, here's what's going to have to happen. So long as that portal is open, there's a chance more of those nasty chaps in the snake costumes will come through, so I need to work to close that rift as soon as possible."

Derpy poked at one of the sleeves of the space suit. "So, you're going to use this to go out there and fix the hole in space?"

The Doctor looked appalled; "Me, go out there to close a rip in the universal fabric clad in _that_ old thing? No, no my dear that suit is for you."

Now it was Derpy's turn to look shocked. "You want _me_ to fix it?!"

The Doctor slapped a hoof across his eyes. "No my dear girl, I'll be staying in the TARDIS to effect the repairs, while you will use the suit to hitch a ride with that craft back to Equestria."

Derpy's eyes seemed to go even more crossed, if that were possible. "You want me to ride a ship full of deadly invaders through space, and reenter the atmosphere of the planet while wearing something that wasn't even designed for pony's to wear?!"

"Oh don't worry; the suit is just a temporary measure as you drift into the path of the incoming ship. Once you enter the field of unstable particles surrounding the ship, you'll also be broken down into your basic atomic makeup and transported via the ships universal drive to the planet's surface, where you'll re-constitute along with the ship and be able to warn those nice Element Bearers that they have to get everyone to a safe place until I can stabilize the rift and come to help."

"That explanation just made me more worried Doctor."

As they had been speaking, the Doctor had been helping Derpy into the space suit, and pushing her towards the front of his ship. As the Doctor reached the doors to the TARDIS, he turned and looked into Derpy's eyes with a small, sad smile. "Derpy, what's rule number one?"

Derpy swallowed, then replied shakily; "Always trust the Doctor?"

The Doctor's smile grew. "Brilliant Derpy, exactly. Now don't worry, I'll be along just as soon as I've either closed the rift, or found help. On the off chance that I can't make it in time, and you should encounter the beings on that vessel, there's something you need to remember."

Derpy nodded, her full attention on the slightly mad pony that had taken her on so many adventures before. "What's that, Doctor?"

The Doctor's eyes hardened; "If I'm right about who is on that ship, they will call themselves 'Cobra', and will have a large snake on some portion of their uniforms. _Do Not Trust Them_! Not matter what they say, no matter what they may try to offer Equestria, they are dangerous, and they will kill anyone (or anypony) who tries to get between them and whatever they may want. If however, and I pray I'm right, there are some who call themselves 'GI Joes' and have a small flag with stars and stripes on their uniform, they will help you and any other innocent threatened by Cobra. Be safe, be careful, and keep watch for either group." The Doctor suddenly was smiling again. "Now, are you ready for the ride of your life?"

Derpy glanced around the open door at the approaching mass. "Um, well, now that you mention it…"

"Excellent! ALLONSY, my Assistant!"

And with that, Derpy was falling.

The Doctor had been right about one thing. This was without a doubt, the most hair-raising ride that Derpy had encountered in her life, and that's after spending almost a year traveling with the mad pony and his blue box. Derpy knew her wild rides. As she drifted into the path of the oncoming cloud of particles, Derpy was curious to discover that in addition to the main city sized mass that she and the Doctor had first observed, there were what appeared to be six other smaller clouds ranging in size from just slightly bigger than a pony to the size of a manticore. As she began to approach the larger cloud, Derpy realized that one of the smaller masses was twisting towards her! Derpy's eyes widened, she had no idea what these smaller clouds could represent, but the Doctor had instructed her to hitch a ride along with the larger particle field. Who knew what could happen if she were to collide with something other than her target? Twisting and writhing within the confines of the suit, Derpy could only watch in growing trepidation as the smaller cloud slowly began to overtake her, then, seemingly consume her.

Derpy was pleasantly surprised when the predicted "breaking down into your basic atomic makeup" was a painless experience. If anything it was similar to what she experienced when having a particularly vivid dream. She could see a fuzzy outline of her body and spacesuit, almost as though she were wearing fogged-over goggles. Waving her hoof about, she giggled as she swept the limb through herself, feeling a slightly staticy tickle wherever she touched. Turning her thoughts inward, she felt as though she had drunk just one too many of Big Mac's special aged ciders, with a warm, fuzzy glow obscuring her mental processes. It was with some small amount of surprise that she realized she could sense another being with her. Straining to pierce the haze that seemed to characterize her very being, Derpy began to pick up traces of feelings and stray thoughts that were not her own. With a start, she realized that the cloud she had drifted into was another living creature like herself. Or perhaps, she thought with a shudder, not quite like herself. This creature seemed angry, and the thoughts that seemed easiest for Derpy to pick up on seemed frighteningly focused on something the creature kept referring to as a "Damn Junior Spook" and what the creature wanted to do to it. Derpy suddenly became aware that the creature she was floating through space with had noticed it had picked up a hitchhiker, and she shuddered as an extremely penetrating awareness was brought to bear on her. The feeling was not unlike the one she got whenever she had to report a damaged package or lost letter to her boss back home, and made Derpy feel as though she were being evaluated and found somehow wanting.

It was a relief when Derpy was able to tear her consciousness away from the slightly disturbing individual she was tethered to, and realize that her body was regaining its integrity. When the fog finally lifted from her mind and senses, she took a deep breath and began evaluating her surroundings. First thing she noticed, was the deep blue of the sky with an occasional cloud scudding across its surface. Blinking slowly, she comprehended the fact that she was finally within Equestria's atmosphere. As the last of the mental haze finally lifted itself, she gently rotated her eyes away from their upward tilt to discover what looked like a tree growing rapidly larger… THUNK! Okay, so the tree wasn't growing, she had just been getting closer. Oh look, her old friend, mental fog was back, and he'd brought a friend. Groaning from the headache, Derpy began struggling her way out of the confines of her now ruined suit and attempted to take inventory. Wings? Ruffled, but unbroken. Legs? Derpy rotated each one tenderly, and verified that yes, she still had four, and they all seemed to be in working order. Vision? Perhaps a little more cross-eyed, but that was probably to be expected after slamming head first into a tree. Rubbing her head in an attempt to lessen the throbbing, Derpy spared a glance for her dented in helmet. Shuddering to think about what the damage could have been, Derpy snapped a mental salute to her smashed headgear, vowing to bake a special muffin its honor when she got home. Speaking of home, just where had she landed anyway? Once her eyes settled into what could pass for normal (for her, anyway) Derpy began scanning her surroundings for landmarks, brightening up considerably when she noticed a weatherworn sign proclaiming 'Running of the Leaves, Km 16". Derpy smiled happily, with any amount of luck, she would be home in time to pick up Dinky from school. It was at that moment that she was reminded that she had not returned to Equestria alone, as a low growling moan rumbled from the depths of a nearby bush. Derpy laid her ears back in sudden fear; could this be one of the monsters the Doctor had warned her of? Fighting the nearly overwhelming urge to turn tail and fly as fast as her wings would carry her back to Ponyville and the relative safety of her home, Derpy took a tentative step towards the grumbling bush.

"Um, excuse me" Derpy called out, desperately trying to keep her voice steady, "Are you alright?"

The reply, when it came, reminded Derpy of Fluttershy's friend Harry the bear, if Harry had a southern drawl and could talk, that is.

"Hell NO, I'm not alright. Ah been sliced, shot at, chased, kicked, dematerialized, and dropped butt first into what hasta be the only thorn bush fer miles".

As the stranger continued to gripe over his multitude of hurts, Derpy had slowly edged closer to the bush's edge. At the moment she came within a hooves distance from peeking through the foliage, the thing within decided to stand up. And thus first contact between a Human and an Equestrian was made.

"Well, ah'll be very damned. Psyche-Out is gonna have a field day with me when ah finally wake up."

Scarlett re-constituted almost a mile up. Shaking off the haze that had characterized her state of being for the last whatever-amount-of-time she had spent as a cloud of particles, she quickly took stock of her situation. Coming to the conclusion she would make a nasty mess of herself if she continued on her present course, she quickly snapped her arms to her sides and her legs together. When she spread them out again, a thin membrane stretched from her arms to her torso and between her legs, transforming a terminal fall into a controlled descent similar to a flying squirrel. Directly below her, Scarlett could see what appeared to be a medieval castle extending from the side of a mountain. Racking her memory for any mention of a similar structure in an attempt to determine her location, she almost didn't notice that she had drifted into the path of what appeared to be a fantasy themed blimp. Banking sharply to the side to avoid a collision, Scarlett found herself on a crash course for one of the many stained-glass windows dotting the exterior of the castles many towers. Rolling into a ball to protect her exposed face from the soon-to-be flying shards, the Joe smashed through the window and splashed into what felt like a deep pool of warm liquid.

"WHAT MEANS THIS INTRUSION?! WHO DARES TO DISTURB THE LUNAR PRINCESS AT HER BATH!?"

The Everfree Forest was not known for its hospitality towards ponies attempting to settle within its borders. Its wild magic and abundance of carnivorous plant and animal life served as a healthy deterrent to any pony who might consider venturing within the overgrown depths of Equestria's most notorious forest. Despite the Everfree's well-deserved reputation, there was one who had not only learned to survive within the sinister jungle, but to thrive. Zecora was by no means completely anti-social, but the isolation of her chosen home served her well when it came to providing her with undisturbed time for meditation, or to brew her many alchemical potions and elixirs. Dipping her ladle into the latest batch of her now famous cure-all, the zebra shamaness sniffed the mixture contemplatively, before nodding her head in satisfaction. While the surrounding forest was more than capable of providing for most of her admittedly few needs, brewing and selling various potions at her stand in Ponyville provided her with enough bits to pay for the occasional luxury at Sugercube Corner, while also affording her the chance to socialize with her neighbors. Chuckling to herself, she thought back with wry amusement to the time when those same ponies who now called her friend had run in terror from the "evil enchantress". Shaking herself from her trip down memory lane, Zecora began ladling the finished potion into its awaiting vials. She was startled from her task by the sound of branches breaking in the tree she had claimed as her home, followed by a shout of pain as somepony or something thudded to the ground outside her window. Taking up her stout traveling staff, Zecora cautiously slipped out her door and around her abode to the location of the disturbance. "I feel it only fair to give warning, intent to do me harm will lead to your mourning."

Coming around the corner, Zecora found herself looking down a long metal tube gripped in the massive hands of… just what was that?

"Funny, 'cause I was just thinking the same thing, so back up unless you wanna feel my Ma-Deuce's sting."

Babs Seed carefully peered around the corner of the ally she was currently sheltering in. Scanning up and down the bustling sidewalk, she breathed a sigh of relief as she straightened up from her hiding spot.

"There she is!"

Well, buck. Spinning on her heel, Babs tore off down the alley, hoping to outdistance her pursuers. Ducking through gaps in fences, jumping overturned trash barrels, kicking over others in a vain hope that one would trip up one of her tormenters, Babs dodged from alley-way to sidewalk and back again. The end result was never in doubt though. Finally Babs came up against a fence that had been recently repaired. Turning on shaking legs, desperately trying to regulate her breathing, Babs put on what she desperately hoped was a nonchalant expression as her hunters slowly formed a rough semi-circle around her. There were four of them, three colts and one filly, all nearly old enough to be considered teenagers and most importantly (in their eyes) all possessing their cutie-marks. Swallowing down the crippling instinct to bolt, Babs attempted to talk her way out. It hadn't worked yet, but miracles happen, right? "Hiya guys, nice weathah for a run, amiright?"

The filly (and obvious ringleader) flashed a smile that reminded Babs uncomfortably of a certain shark from that film she had snuck in to see last weekend. Even more unfortunate, it was just before it had messily devoured the heroine.

"Well, if it isn't my favorite blank-flank."

One of the colts, a hulking specimen with a cutie-mark of a broken baseball bat, stepped forward menacingly. "Ya wants I should pound her face in fer showing her blank butt on our turf, Posy?"

Babs swallowed; this was rapidly shaping up to be one of those days. She could already see the walls of the local trauma ward closing in…

Posy shoved the colt back a step. "Calm down Bruiser, I'm sure the little blank has the toll this time. Right blanker?" This last at the now quivering filly before them.

Taking a breath and attempting to still her suddenly weak knees, Babs decided that if she was going to go down, by Celestia she would go down swinging! Standing as tall as she could, she directed a glare at her tormenters. What she wouldn't give to have Supermare's eye beams right about now. Invulnerability would be nice too. "Alla youse guys need to back off, alright? You remember what happened the last time youse bums tried ta pull this donkey dung wit me."

Posy made a show of examining her hoof for dirt. "Oh yes, I remember very well. Poor widdle blanky wan and tattled to daddy." Her eyes suddenly snapped onto Babs, hard as flint. "Well, daddy won't save you this time. In case you forgot, daddy dearest got his flank shipped out today, isn't that right Babsy?"

Babs swallowed hard, that was the trouble with having a devoted father who paid the bills with weeklong fishing expeditions. Sure he had her back when he was home, but when he wasn't? Tartarus on earth.

Posy and her gang started moving in. "You know blanky, now that you mention it, the regular toll just isn't going to cut it. I'm thinking you need to be taught a lesson in just what it means to cross the 12th St. Sluggers."

Steeling herself, Babs pulled her hooves up in front of her body, taking the boxing stance cousin Brock Apple had showed her last family reunion. "Well, come on then youse sorry sacks of manure. Bring it you excuses fer rump-ticks!" Oh horseapples, this was going to HURT.

Or it would have, had something not swan dived into the large garbage barrel just behind the menacing bullies. Said something was cussing and swearing a blue streak, and even Babs with her fisherpony father winced at some of the words spilling out of the receptacle. Posy kicked one of her toadies (with, appropriately enough, a cutie-mark of a toadstool) towards the shaking barrel. "Well, don't just stand there like the useless lump you are, go see what it is!"

Gulping audibly, the colt began inching his way towards the now tipped over barrel. Just as he got within spitting distance, something tumbled its way out of the overturned barrel, and stood up. And up. And up. And GREAT CELESTIA'S BEARD, WHAT WAS THAT! The alley was suddenly emptier by about four bodies, as the once feared 12th St. Sluggers ran as fast as their hooves could take them for home. Tunnel Rat scratched his head with one hand, while pealing an over-ripe banana peel off his shoulder with the other. "Man, I don't know what I got into, but I gotta be trippin. I could swear that those liddle horsies was talking…" it was then he noticed Babs Seed cowering in a corner of the alley furthest from where he was standing. Forget the trip to the hospital; she was going to be devoured by some kind of Garbage Monster! Her Poppa had warned her about what could be lurking in the sewers beneath Manehattan, but he had never mentioned the horrors that lurked within the common trash can! It was just too much, and Babs finally gave up her tenuous grip on lucidity. The last thing she saw was the look on the Garbage Monster's face. It looked… confused?

As days went, the small group of close knit friends known as the Cutie-Mark Crusaders had known worse. Just barely, but still, being covered in pie filling beat running from a manticore. Flicking a particularly stubborn glob of cherry off her horn, Sweetie Belle sighed unhappily. "Well, that could have gone better."

Scootaloo was wrestling with the cream soaking into her feathers. "Really, what tipped you off? The part where we didn't get pie eating contest cutie-marks, or the part where Diamond Tiara and Silver Spoon decided it would be funny to buck the table over on top of us?"

Applebloom looked up from where she was dunking her hair-bow in a small bucket of water. "Ah gotta admit, ah was not expecting those two to get so _physical_ with their nastiness. Usually all we gotta worry about from them is some remarks about our blank-flanks, or some-such."

Scootaloo finally gave up her wings as a temporary lost cause, and crossed her forelegs with a huff. "S'not fair! Not only do we not have our cutie-marks yet, but now we gotta worry about those two actively sabotaging us?! I don't know about you girls, but I've just about had it with Diamond and Silver."

Nodding angrily, Applebloom was quick to agree with her pegasus friend. "Ya'll ain't the only one Scoots. This time those two stuck up no-good polecats have gone too far. Ah say we take a break from crusadin' and see if we can put our heads together towards making their lives miserable fer once!"

Gnawing her lip anxiously, Sweetie Belle found herself forced to once again provide the voice of reason for her slightly hotter-headed friends. "I don't like Diamond Tiara and Silver Spoon any more than you do, but do you really think we need to get revenge? I don't remember it working out so well for us the last time we tried. Remember the first time Babs came to visit?"

Her fellow Crusaders visibly wilted at the recollection.

"Ah suppose yer right Sweetie".

"Yeah, I guess so".

Sweetie Bell smiled at having been able to talk down her friends from doing something rash for once. That smile quickly faded, however, as the problem they had previously been discussing forced its way to the forefront of her mind once again. "Just cause I don't think we should actively pursue a revenge scheme against Diamond Tiara and Silver Spoon, doesn't mean we shouldn't be ready for if they try to go after us first."

Scootaloo perked back up. "Yeah, this just means we need a way to defend ourselves if those two plot-heads try anything else _along with_ our usual crusader plans!"

Applebloom scowled at her friend's language, but agreed regardless. "Mah granny always says, 'when dealing with rattlers, talk soft but keep one hoof on the hatchet'. Near as ah can figure, she means that some ponies ya gotta be ready fer if they try tah double-cross ya."

The crusaders quickly set off for their clubhouse, eager to begin work on their next dual cutie-mark/bully defense plan. Stopping for a few minutes at the stream that ran through Appleblooms family orchard to finish cleaning the remnants of the ill-starred pie eating contest attempt, their attempts at washing themselves quickly devolved into an impromptu water-fight. Finally, giggling and shoving playfully, the CMC made their way to the small tree fort that had been passed down from Applejack to her younger sibling. All was not well however. As the fillies began approaching the clubhouse, they could see a gaping hole torn through the roof of their secret headquarters. Gasping in dismay, they quickly charged up the path to the front door, speculating as to what had occurred.

"Great Celestia an' Luna, what in tarnation coulda' caused that?!"

"I'll bet you bits to donuts it was that dirty rotten Diamond Tiara and Silver Spoon!"

"Aw geez, I just finished putting those curtains Rarity gave me up!"

Charging up the ramp to the entrance to the clubhouse, the CMC came to a sudden stop at the sight of just what had smashed through their roof and now lay sprawled amid the wreckage.

"What is that?!"

"Ah dunno, don't look like no critter ah've ever seen before."

"I like its cloths, kinda a pretty green."

Creeping closer, they began examining the intruder in greater detail.

"Land sakes, wouldja look at the size of it? Ah bet it would stand taller than even big bro!"

"Check it out, lookit the awesome sword!"

"Careful Scootaloo, it looks sharp. Ooh and shiny!"

"Come on Scoots, put that down before ya cut yerself. Hey it's got another one!"

"Guys?"

"Looks like it's wearing some kind of mask."

"Kinda looks like some kinda ninja pony mask."

"Guys?"

"Ninja pony? Like what Mr. Filthy Rich dressed up as for last Nightmare Night?"

"Eeyup"

"Guuuys?"

"Just a sec Sweetie. I guess it looks kinda like that, except for the little detail that this IS NOT A PONY!"

"Don't you yell at me Scootaloo, ah know it ain't no pony. Kinda looks like a minotaur, jes' without any horns."

"GUYS!"

"Geeze Sweetie Belle, you don't have to shriek. What's the matter anyway?"

"I think it's awake."

"…"

"Ah shoot."

The newly reformed Humble and yet still Great and Powerful Trixie was just certain that there was no way for this day to go wrong. Her latest tour of Equestria was met with, if not overwhelming success at least moderately profitable accomplishments. Her newly redesigned show, incorporating puppets of various Equestrian heroes had been a big hit with at least the young foals of the towns she visited, and that in turn had meant a steady if small stream of bits coming her way. Yet it was still not enough! That Twilight Sparkle, she had gone from simple librarian to the fourth Princess of Equestria. Surely, a unicorn as Great and Powerful as Trixie was every bit as capable as some mousey bookworm. All she needed to do, was enroll herself as apprentice to Princess Sparkle, and Alicornhood would be within her grasp! Did not Twilight herself start as student to a princess? Whatever she could do, Trixie was sure to excel at!

Trixie had to pull her wagon to a stop at that, shaking her head at herself in admonishment. She WOULD NOT go down that road again, for down that path lay ursa minors. She would HUMBLY request an audience with Twilight, and respectfully ASK if she could study at her hooves. Surely she wouldn't refuse such a request, especially coming from a unicorn of such magical prowess.

Further introspection was abruptly curtailed, however, by a thundering roar coming from the forest running alongside the path. Trixie froze in fear, as the undergrowth seemed to explode outward, disgorging a fully grown (and very angry) manticore! Trixie cursed her decision to take the road running alongside the infamous Everfree Forest, and began preparing to charge a concussive blast spell. It likely wouldn't do much to hurt such a large monster, but it might buy her enough time to escape with her life. As she was preparing to cast, however, Trixie realized that the manticore was currently engaged with trying to devour what looked like a hornless minotaur dressed in black. Trixie watched in fascinated horror as the manticore pinned the creature down against the road with one paw, while readying it's stinger to deliver a lethal dose of toxin to its intended victim. Suddenly, the black-clad creature flung it's appendages up towards the manticore's face, two strange blocky items clenched in its multi-digited hands. With a sound like an out of control rivet gun, fire spat from the ends of the strange devices, while the manticore's head seemed to disintegrate. Horrified, Trixie stumbled to the side of the road and began violently emptying her stomach of its contents. When her gut finally finished revolting against her, Trixie unsteadily swayed to her hooves, wiping her mouth with the edge of her traveling cloak. Focusing her watering eyes on the sight of the slaughter, she was shocked to see the creature in black stumbling towards her, limbs gripping its abdomen. Trixie was very nearly sick all over again when she caught a glimpse of the extent of the creature's injuries. The manticore's razor sharp claws had carved the black creature from its shoulder all the way down to its waist. The creature managed two more faltering steps, before sinking down into the dust of the roadside. Trixie hesitated for a split second, and then with a toss of her mane, she charged a levitation spell and lifted the injured creature into her wagon, followed with a hasty bandaging using one of her sheets. Harnessing herself back to the wagon, she took off at a gallop for Ponyville. Even if the creature inside her wagon was dangerous (and how could it not be, to take down a manticore by itself?) she likely owed her life to it, and would do all in her power to ensure it got to a doctor, or vet, or whatever it needed to stop it from bleeding out.


	2. Chapter 2

The malfunction of the MASS-MD (Molecular Assembler Scrambler Sender, Multi-Dimensional) had predictably cast the crew of the Cobra Helicarrier into an uproar. Officers of various units shouted contradictory orders while Vipers and Troopers rushed from point to point in an attempt to fulfil them. The notable exception to this pandemonium was the bridge of the Helicarrier itself, thanks in large part to the discipline of the troops stationed there and the professionalism of the operating crew itself. This was thanks to the efforts of one man, Laird James McCullen Destro the XXIV. Prior to the construction of the massive ship (built by none other than Destro's M.A.R.S. Industries) he had insisted on staffing the bridge with troops and support personnel handpicked from amongst his own personal security force, the Iron Grenadiers. Rigorously trained, and fiercely loyal to the point of fanaticism, the Grenadiers were widely regarded as the most deadly private security force known to man, rivaling some countries special forces with regards to training and effectiveness.

This training and discipline stood them in good stead, as the Helicarrier re-materialized in a nose down attitude pointed towards an unforgiving landscape of boulders and canyons. Orders passed from Destro to his seconds in a clipped, expedient fashion that brooked no room for argument. Slowly, the immense craft began to level out, the nose coming up inch by tortures inch. It was enough to save the troops inside the Helicarrier, but not the ship itself. The Helicarrier managed to achieve a nose up configuration, but clipped a low hilltop, slamming the ship belly-first into the rocky landscape. Metal shrieked and tore with a sound like a demented banshee as the Helicarrier slid several hundred feet before settling at the rim of an immense crevice. Then, silence began to fall once more upon the dried up wasteland the Helicarrier had come to rest upon. Relaxing his grip upon his safety belt, Destro released the catch and began striding around the bridge, checking readouts and demanding damage reports in a deep voice that held only a trace of his Scottish brogue.

As he busied himself coordinating those under his command who were still conscious, a low moan and clatter of overturned terminals revealed the presence of the only other high-ranking Cobra officer on the bridge aside from Destro himself. Examining a cracked monitor that was still somehow displaying data, Destro spoke without looking up. "Are ye alright my dear? I did warn ye to strap yourself in before Mindbender switched his infernal device on".

The raven haired beauty that stumbled over to where Destro stood was in no mood to be trifled with. "Don't speak to me about that idiot Mindbender! That mustachioed moron assured us he had worked the bugs out of that MASS device of his." The Baroness gingerly prodded the back of her head, wincing as her fingers contacted the rapidly swelling bump that was the result of her sudden introduction to the laws of physics. Destro smiled tightly still not taking his eyes off of the terminal he was examining. "Aye, Mindbender promised us much this time. The Commander is nae going to be pleased with this latest development. By the by, have ye seen our illustrious leader since our departure?"

The Baroness left off examining herself for injuries in favor of responding to her on-again-off-again paramour. "Not since we began preparations for dimensional jump. You know the Commander, he is likely hidden away within that bunker you built for him."

"Dinnae mock the man overmuch my dear, by the state of yourself and my carrier he was the smarter man, I'm thinking."

"YOUR carrier, Destro?"

Activity on the bridge ground to a sudden halt at the sound of an oily, rasping voice. Standing framed within the doorway, bracketed by his personal bodyguard of Red Ninja and Crimson Guardsmen, stood the worlds most wanted man. Barely standing at six foot in his boots, Cobra Commander still seemed to project an aura of malevolence that would leave larger men shaking before him. Ruthless, cold, and calculating, Cobra Commander seemed a human embodiment of the serpent he had named himself and his organization for. Striding onto the bridge, The Commander slowly panned the expressionless gaze of his mirrored steel battle-helmet across the large space, missing no detail of the wrecked super-weapon. "Well Destro? I await your report on the status of _my_ carrier."

Finally straightening up from the now smoking terminal, Destro turned to answer his master. "It's early to tell yet Commander. All I can tell ye is that we have successfully bridged the divide between worlds despite a slight equipment malfunction, and as of last report ninety-eight percent of personnel have survived."

Cobra Commander stood regarding his weapons supplier for a few short seconds before replying, barely controlled rage causing his voice to rattle, as though forced from between his teeth. "Successfully bridged the divide Destro?_ Successfully?!_ I apparently am seeing something far different from yourself. You must not see my carrier smashed into the dust of an uncharted world, with NO WAY TO RETURN!" The Commander's voice had steadily risen as he spoke, until the last few words were nearly screamed. Showing no outward signs of concern, Destro calmly glanced at an intact computer screen then turned his gaze back to The Commander. "Really Commander, there's nae need to get yourself into such a bother. The carrier is crashed, yes, but with my own expertise and the strong backs of your own bonnie Vipers, we'll soon get her flying again. And look! Ninety-nine point one percent survival rate now! We'll have plenty of strong backs to get this crate airworthy again."

Cobra Commander continued to direct his glare at Destro for a moment more, before turning his back and striding out of the room. "Very well Destro. You will begin repairs at once, and then join me and the other officers within my quarters. We must establish where we have ended up, and formulate a plan for the future."

The group that assembled less than an hour later was a veritable who's-who of terrorism and evil. Seated behind his mahogany desk, with a map of the globe behind him and the banners of Cobra to either side, Cobra Commander sat broodingly in his command chair. Partially within the shadows behind his master, the legendary ninja assassin Storm Shadow stood with arms folded, narrowed eyes scrutinizing the assembly for any potential threats against The Commander's person. Standing slightly closer together than was perhaps necessary, Destro seemed to radiate a cool confidence, while The Baroness made no attempt to hide her scorn for those around her that she considered beneath her. Chief amongst those to be receiving her disdain, and cheerfully ignoring her, was Major Sebastian Bludd. Formerly of Australia's Special Air Service, now wanted for war crimes on three continents, the rough and ready soldier of fortune was one of Cobra's longest serving officers, and its most cruelly lethal.

Standing beside the one-eyed Australian, Dr. Mindbender was absorbed with the readout of a small tablet computer, analyzing data from the Helicarrier's surviving sensor array. Once a beloved dentist, the mad scientist had undergone a sinister personality change through his self-experimentation with pain relief through mind control. He was now Cobra's expert on all things related to manipulation of the mind, with a side specialty in genetic tampering.

Flipping a small knife from hand to hand, Cobra's master of disguise and infiltration made sure to keep a wary eye on the ninja hovering over Cobra Commander's shoulder. Zartan had good reason to fear The Commander's bodyguard, and those standing near him could see the nano-bots within his skin rippling as the shape shifter tried to resist the urge to activate his cloak and slip away.

Seeming to regard the entire assembly with disdainful amusement, the Crimson Twins Xamot and Tomax were engaged in a whispered conversation as they waited for The Commander to begin the meeting. Virtually identical aside from the scar marring one of the brother's otherwise handsome faces, The Twins were both Cobra's financial advisors, and the field commanders of the notorious infiltration and shock troopers, the Crimson Guard. Possessing of an eerie sense for each-other's thoughts and feelings, they were known for starting and finishing each-other's sentences, and were also distinctive in their shared sense for when one was in pain.

Cobra Commander leaned forward across his desk, clasping his hands before him across the paper strewn surface. Glancing from one to the other of his subordinates, he waited until he was sure he had their undivided attention before speaking. "Well Destro? What is the status of my Helicarrier?"

Clearing his throat, the Scottish arms dealer stepped forward a pace before answering. "Honestly, the damage is almost purely cosmetic. Sure the engines will require an overhaul, and the lower hanger bay doors are smashed almost completely in, but I am pleasantly surprised by just how well we were able to weather the crash landing. If all goes well, we should have the carrier airborne within two weeks at most, and battle worthy within three."

"Very well, begin work at once. Major Bludd, your casualty report?"

"Right'o Commander, good news from me-self as well. We only lost fifteen men dead or missing, while the rest are sporting bumps and shiners of various severity. I'd estimate we have nearly three hundred able-bodied men able to carry a rifle, and that's not counting the pilots and chaps in support."

"Excellent, begin sending out patrols for a radius of ten miles. Make sure they are equipped with scanning gear and radio packs; I don't want any uninvited guests. Speaking of, just where did we land Dr. Mindbender?"

Finally tearing himself away from his tablet, Cobra's mad scientist took a moment to clean his monocle, before speaking in his guttural accented English. "Based upon data recovered from such equipment that survived the emergency landing, I can hypothesize that we have come to land upon C-006."

"Most enlightening Doctor, if I were a member of your research team. Care to elaborate upon just _which_ alternate world that is?"

"Of course Commander. As you know, there were six alternate dimensions that I was able to detect in close enough proximity to our own to enable probes. Of the six, two were deemed uninhabitable due to the harshness of climate or geography, while three more were rejected for consideration for Cobra-La after it was ascertained that they supported intelligent life. Dimension C-001 was chosen for our off-world base due to its stability of climate, while remaining barren of all but the most primitive of life. From what initial scans I was able to compile immediately following the crash, I have determined that this is the planet Equis, so designated due to the fact that the dominant species is equine in form."

Zartan spoke for the first time. "So, what, like horses?"

Dr. Mindbender nodded. "Yes, though smaller in stature than the common domestic Earth horse. These creatures seem closer in size to the Shetland pony. There are, however some key differences beyond apparent sentience though."

Baroness raised an eyebrow. "Care to elaborate, Doctor?"

Mindbender hesitated, and then plunged on with his explanation. "Beyond the fact that these ponies seem to have developed a civilization of their own that rivals humanity's, there seem to be three sub-species of pony. First is the type that bears the most resemblance to Earth equines. Next there are the other two, which for lack of a better term I have dubbed Unicorns and Pegasi."

This last statement caused a shockwave of surprise and disbelief among the assembled Cobra officers, with Major Bludd being the most vocal. "Hold on, bloody _unicorns_? And the mythological Pegasus no less. Next you'll be telling us they use bleed'n magic and shoot rainbows out of their arse."

The doctor ignored the mocking tone used, and simply confirmed what the increasingly incredulous gathering had inferred. "Indeed, though I hesitate to use the term 'magic', the unicorn species seems to manipulate objects through the use of some form of telekinesis, while my probes sent back video footage of one pegasus leaving what appeared to be a rainbow colored trail contrail as it flew."

While the assembly continued to devolve into a disbelieving argument over Dr. Mindbender's report, Cobra Commander had remained eerily silent. After a short period of time, wherein Dr. Mindbender continued to defend his findings against an increasingly sarcastic Major Bludd and Zartan, he finally slammed his fist against his desk in an attempt to bring his lieutenants attention back on himself.

"This is all quite fascinating Doctor, but one question still stands. After the meddling of those accursed Joes, can the MASS-MD device get us back to either Earth or Cobra-La?"

Mindbender seemed to shrivel slightly as he prepared to give his unpredictable leader the bad news. "I am afraid not at this time Commander. The jump itself drained the machines power supply, and the damage caused by the jump itself and subsequent crash means that I will require at least a week to repair it. And even if I do, we still face the problem of no power supply. Until we can develop a substitute, we have no way to power the device."

Cobra Commander was not known for his ability to take bad news gracefully. Smashing his fist against his desk, he stood up with such force that his command chair was smashed back against the wall. For a long moment, Dr. Mindbender stood quivering beneath his Commander's shaking gaze, before as abruptly as it had come; the Commander's anger seemed to dissolve. Straightening up and clasping his hands behind his back, Cobra Commander slowly turned and began walking towards a small door leading to his personal quarters.

"I expect, Dr. Mindbender, that you will devote your full efforts to acquiring said power source. The rest of you will assist him as you see fit. I will be in my quarters, and I do not wish to be disturbed unless someone has developed a solution to our problem. Send out the patrols as I ordered, and order them to kill anything that comes within fifty miles of our position."

Closing the door behind him, The Commander finally gave into his earlier rage. Drawing the ceremonial saber he wore at his side, he began to hack and cut at a wooden pillar placed there for that very purpose. Finally, spent from his anger and physical assault upon the scarred post, Cobra Commander stumbled wearily towards the small, yet lavish bathroom. He attempted to run a sink of water, but found that apparently one of the casualties of the crash had been the plumbing. Letting out a snarl of impotent rage, The Commander smashed his fist through the ornate mirror above the sink. Then, as he was turning to leave the bathroom, a soft, unfamiliar voice seemed to materialize from the air around him. "My, my, aren't you the passionate one."

Cobra Commander wasted no time drawing his pistol. Swinging the firearm from corner to corner, he began searching the small room for owner of the voice. "Who's there? Show yourself!"

"Come now my lord, there is no reason to fear."

"I fear nothing! Now come out before I call the guards."

"That… could prove difficult, as I have no corporeal form to show you."

Continuing to scan for the origin of the voice, Cobra Commander failed to notice that one of the shadows in the corner of the room seemed… darker.

"Explain yourself."

"I was once the most powerful being this pitiful world has ever known. Before I could take my rightful place as ruler, a wretched band of traitors cast me down, nearly destroying me. But, I managed to survive, though greatly diminished. I now live, if you can call it that, as nothing more than a shadow of my former glory."

"A pitiful story, but I fail to see what that has to do with your presence within my personal toilet."

"I have been observing you since your arrival, Cobra Commander. You are a being of great rage, and greater ambition. You desire to rule over your world, and will allow nothing to stand in your way. I know this, for we are much alike, you and I. All I ask, is your permission to serve you. In exchange for helping me to conquer this land and place me in my rightful place as Queen, I will guide and advise you in acquiring power beyond your wildest imaginings, enough to conquer both this world and your own!"

Cobra Commander finally lowered his weapon. "You can promise me this?"

"I swear it, upon my very existence, that I will faithfully serve you as your vassal until such time as you have conquered this world and that of your origin."

Cobra Commander nodded once. "Then I agree to your proposal, and accept your oath of allegiance. But know this creature. Betray me in any way, and I will make you wish you had never drawn breath. Are we clear?"

"Crystal clear, My Lord."

As the Cobra Commander turned to leave the wrecked bathroom, he failed to notice the appearance of a pair of turquoise eyes in the shattered remains of his mirror, eyes with slit pupils like those of a cat.

"Fool."


End file.
